Kiko UK Limited v Jamino Limited (in liquidation) & Anor

Kiko UK Limited v Jamino Limited (in liquidation) & Anor

Pianoforte is liable to indemnify Kiko for payments made under the AGA, including the £170,492.18 discount, as the Settlement Agreement is unenforceable for lack of consideration and neither estoppel nor waiver applies. Pianoforte is not liable for costs arising from Kiko’s obligation to enter into the New Lease, as such costs do not arise from Jamino’s failure to perform the Lease. Kiko is entitled to reimbursement and prospective litigation legal expenses; interest and costs to be determined separately.

Parties
Claimant: Kiko UK Limited; Defendant: Jamino Limited (in liquidation); Defendant: Pianoforte Holdings S.p. A.
Jurisdiction
England and Wales
Judgment Date
20 June 2025
Procedural Posture
Commercial Claim / Final Judgment
Outcome
Claim partly allowed against Pianoforte; claim against Jamino stayed.
Legal Topics
Enforceability of Settlement Agreements, Indemnity Obligations, Promissory Estoppel, Waiver, Damages Assessment, Mitigation of Loss
Contract Law Commercial Law Guarantees and Indemnities Enforceability of Settlement Agreements Indemnity Obligations Promissory Estoppel Waiver Damages Assessment +1 more

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Parties

Kiko UK Limited

Claimant

Jamino Limited (in liquidation)

Defendant

Pianoforte Holdings S.p. A.

Defendant

Procedural Posture

Commercial Claim / Final Judgment

Legal Issues

  1. 1 Is Pianoforte liable to indemnify Kiko for payments made under the AGA?
  2. 2 Is Pianoforte entitled to the £170,492.18 discount under the Settlement Agreement?
  3. 3 Is the Settlement Agreement enforceable for want of consideration?

Ratio Decidendi

Pianoforte is liable to indemnify Kiko for payments made under the AGA, including the £170,492.18 discount, as the Settlement Agreement is unenforceable for lack of consideration and neither estoppel nor waiver applies. Pianoforte is not liable for costs arising from Kiko’s obligation to enter into the New Lease, as such costs do not arise from Jamino’s failure to perform the Lease. Kiko is entitled to reimbursement and prospective litigation legal expenses; interest and costs to be determined separately.

Court Disposition

Claim partly allowed against Pianoforte; claim against Jamino stayed.

Orders

  • Pianoforte to pay Kiko £419,394.53 by way of reimbursement of sums paid to Pontegadea.
  • Pianoforte to pay Kiko £23,000 for prospective litigation legal expenses.